SEC Form 4 · accession 0001628280-17-001237
LIFELOCK, INC. · LOCK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Sharon Segev
Officer — EVP, GC & SECRETARY
Period of report
Feb 9, 2017
Accepted (ET)
Feb 13, 2017 · 6:06 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001383871
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| COMMON STOCKF1,F2 | Feb 9, 2017 | D | 64,949 | — | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| EMPLOYEE STOCK OPTION (RIGHT TO BUY)F3 | $10.27 | Feb 9, 2017 | D | 73,029 | D | — | Feb 18, 2026 | COMMON STOCK | 73,029 | 0 | D |
| EMPLOYEE STOCK OPTION (RIGHT TO BUY)F3 | $16.13 | Feb 9, 2017 | D | 50,313 | D | — | Sep 15, 2026 | COMMON STOCK | 50,313 | 0 | D |
Explanation of responses
- F1On November 20, 2016, LifeLock, Inc. (the "Issuer") entered into an Agreement and Plan of Merger (the "Merger Agreement"), as amended on January 16, 2017, with Symantec Corporation (the "Acquiror") and L1116 Merger Sub, Inc., a wholly-owned subsidiary of the Acquiror. Upon completion of the merger of the Issuer and L1116 Merger Sub, Inc. (the "Closing"), the Reporting Person's shares of the Issuer's Common Stock were cancelled and converted into the right to receive $24 in cash, without interest, (the "Merger Consideration").
- F2Common Stock cancelled and converted into the right to receive an amount in cash equal to the product of the aggregate number of shares of this Common Stock and the Merger Consideration. Includes 64,949 restricted shares, payment in respect of which is subject to the same terms and conditions as the restricted shares.
- F3Upon Closing, reflects an aggregate of 123,342 options, the vesting of which was accelerated at the Closing and converted into options to acquire a number of shares of common stock of the Acquiror equal to the number of shares subject to the unvested option times the quotient (the "Exchange Ratio") of $24 divided by the volume-weighted average of the trading prices of the shares of Acquiror's common stock on the NASDAQ for the ten trading days ending with, and including, February 9, 2016, at an exercise price equal to the exercise price of the unvested option divided by the Exchange Ratio and otherwise on the same terms and conditions as the unvested option.